Nonprofit Representation

Hemenway & Barnes works with many nonprofits to ensure that they are furthering their mission by focusing on objectives, ensuring their financial stability, and putting in place a strategy for their future in a manner that is consistent with good governance and best practices. Recent and ongoing matters include advice and counsel on a variety of areas, including:

• Governance structure configuration
• Fiduciary duties of board members and officers
• Governance documents, including preparing and updating articles, bylaws and policies
• Conflict of interest policies and practices
• Risk management
• Board training
• Organizational and executive transitions

Representative Experience

• Helping large and small nonprofits navigate business operations during the COVID-19 crisis, including applying for the Paycheck Protection Program (PPP) and loan forgiveness and taking advantage of other elements of the CARES Act, the use of endowment funds, remote meetings, and governance issues.
• Negotiating a complex integration, including extensive coordination with local and state governmental organizations, of a cultural nonprofit with a larger charity to ensure the financial stability of and enhance the programmatic offerings for both organizations.
• Developing and updating conflict of interest, whistleblower, procurement, financial and record retention, and other organizational policies.
• Updating articles and bylaws and advising boards of directors and management on governance matters, including board roles, responsibilities and operations; fulfillment of fiduciary duties; liability protection for board members; and compliance with conflict of interest and other board policies.
• Representing nonprofit corporations before the Office of the Attorney General on various matters, including governance investigations, use of endowment funds, and complex transactions.
• Advising the board of a large research organization in amending its governance structure to balance the interests of family members of the original founder with best practices for large public charities in the Commonwealth of Massachusetts.